We pick up from last episode. The Boomer gives Linna and Nene a hard time. Leon helps cover for them as Priss takes off. Linna is about to grab the Boomers core when her battery goes out and her suit shuts down. Leon and Daley start shooting at the Boomer and Linna thinking that they are going to get both a Boomer and the Knight Sabers. At the last minute, Priss shows up in her hardsuit and destroys the Boomer. As Leon is about to arrest the Knight Sabers (or so he thinks) his own AD Police show up and start shooting the dead Boomer and causing a ruckus thus allowing the Knight Sabers to escape easily.

Later in the van, Priss thinks that they are all stupid for letting Linna out in a suit that early and walk out. The next day Linna shows up at Priss' and they "talk." Priss tells Linna that she's not in the Knight Sabers because she want to be a super hero, she's in it for the money. Linna lets Priss know that she's in it to help people and to replace Priss as top dog of the Knight Sabers.

Sylia and Henderson, Sylia's butler, talk. Henderson thinks that Sylia should consider what she and the girls are doing. He alludes to a possible previous Knight Saber and Sylia gets mad. She tells him he can leave if her want to but he refuses. Nene sends Sylia a "Nene-gram" which tells her that GENOM is tracking information on Boomer serial numbers that have gone rogue and are also tracking the serial numbers of several that have not. Sylia can't believe that they can tell which ones are going to go rogue. She talks to herself saying that there was no way her father could have use an algorithm that GENOM could tap into in the Boomer's cores.

At AD Police headquarters Leon wondering about Priss and where he's seen her before. Later that night Leon sees Priss' poster and finds her at a concert. Linna starts a workout regiment to help her improve and remembers her past as a track runner.

That night, at a factory, a Boomer get repairs. Afterwards a group of men stun the Boomer and replace its core.

After the concert Leon meets Priss outside the bar. She gets a report of a mad Boomer and heads off but not after telling Leon that the AD Police don't run the city. Leon gets the call soon after.